Title 7, Corporations and Associations

0 chapters · 1,168 sections in this title.

99 sectionsFiltered byTitle 7 Ch 90

Colo. Rev. Stat. § 7-90-403 Notices by the secretary of state
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(1) (a) The secretary of state may give notice, in such manner as the secretary of state may determine, to any person about any matter arising under or with respect to this title, including notice regarding: (I) The due date of a periodic report; (II) The existence of grounds for…
Colo. Rev. Stat. § 7-90-404 Distribution of information - student loan repayment and loan forgiveness programs
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(1) The secretary of state shall annually disseminate for the benefit of employees of nonprofit public service organizations, as defined in 34 CFR 685.219, informational materials relating to federal student loan repayment programs and student loan forgiveness programs, including…
Colo. Rev. Stat. § 7-90-501 Periodic reports
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(1) Each reporting entity shall deliver to the secretary of state, for filing pursuant to part 3 of this article, a periodic report that states the entity name of the reporting entity, the jurisdiction under the law of which the reporting entity is formed, and: (a) and (b) (Delet…
Colo. Rev. Stat. § 7-90-502 Statement of person named in filed document. (Repealed)
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Source: L. 2000: Entire part added, p. 973, � 47, effective July 1. L. 2002: IP(1) amended, p. 1843, � 99, effective July 1; IP(1) amended, p. 1708, � 97, effective October 1. L. 2003: IP(1), (1)(b), and (1)(d) amended, p. 2297, � 211, effective July 1, 2004. L. 2004: Entire sect…
Colo. Rev. Stat. § 7-90-601 Entity name
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(1) An entity name shall not contain any term the inclusion of which would violate any statute of this state. (2) Except as provided in section 7-90-604 (4.5), each entity name shall be distinguishable on the records of the secretary of state from every: (a) Other entity name; an…
Colo. Rev. Stat. § 7-90-601.5 Domestic entity name and trade name of dissolved domestic entity
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(1) If a domestic entity that has a constituent filed document dissolves, the domestic entity name of the dissolved entity shall include the word “dissolved” followed by the month, day, and year of the effective date of dissolution of the entity. (2) (Deleted by amendment, L. 200…
Colo. Rev. Stat. § 7-90-601.6 Entity name of delinquent entity
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(1) The entity name of a delinquent entity shall include the word delinquent, followed by the month, day, and year of the effective date of the entity's delinquency, after the four-hundredth day after the effective date of its delinquency under section 7-90-902 (1). (2) (Deleted …
Colo. Rev. Stat. § 7-90-601.7 Foreign entity name and trade name of withdrawn foreign entity
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(1) If a foreign entity has a statement of foreign entity authority on file in the records of the secretary of state, but such authority has been relinquished, the foreign entity name of the foreign entity shall include the words “Colorado authority relinquished” followed by the …
Colo. Rev. Stat. § 7-90-602 Reserved entity name
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(1) Any person may apply for the reservation of the exclusive use of a name as an entity name by delivering a statement of reservation of a name to the secretary of state, for filing pursuant to part 3 of this article, stating the name and mailing address of the person, that the …
Colo. Rev. Stat. § 7-90-603 Assumed entity name of foreign entity
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If the name that a foreign entity would use as its foreign entity name is not permitted to be used by the foreign entity under section 7-90-601, the foreign entity, in order to obtain authority to transact business or conduct activities in this state, shall assume for use in this…
Colo. Rev. Stat. § 7-90-604 Registered true name of a foreign entity
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(1) A foreign entity that is not authorized to transact business or conduct activities in this state may register its true name, if that true name is a name that could be the entity name of the foreign entity if the foreign entity were authorized to transact business or conduct a…
Colo. Rev. Stat. § 7-90-701 Registered agent - definition
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(1) Every domestic entity for which a constituent filed document is on file in the records of the secretary of state and every foreign entity authorized to transact business or conduct activities in this state shall continuously maintain in this state a registered agent that is: …
Colo. Rev. Stat. § 7-90-702 Change or resignation of registered agent
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(1) An entity that maintains a registered agent pursuant to this part 7 may change its registered agent, the registered agent address, or the registered agent name of its registered agent only by stating a different registered agent, different registered agent address, or differe…
Colo. Rev. Stat. § 7-90-703 Correction of registered agent
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(1) [Editor's note: This version of subsection (1) is effective until ninety days following certification by the secretary of state. (See the editor's note following this section.)] A registered agent may correct either or both its registered agent address and registered agent na…
Colo. Rev. Stat. § 7-90-704 Service on entities
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(1) The registered agent of an entity is an agent of the entity authorized to receive service of any process, notice, or demand required or permitted by law to be served on the entity. The registered agent of an entity is an agent of the entity to whom the secretary of state may …
Colo. Rev. Stat. § 7-90-705 Change of principal office address
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(1) An entity that has stated a principal office address in a document filed by the secretary of state may change its principal office address only by stating a different principal office address in one of the following: (a) A statement of change filed pursuant to section 7-90-30…
Colo. Rev. Stat. § 7-90-706 Application to dissolved or delinquent entities. (Repealed)
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Source: L. 2003: Entire part added, p. 2304, � 217, effective July 1, 2004. L. 2005: Entire section amended, p. 1210, � 17, effective October 1. L. 2009: Entire section repealed, (HB 09-1248), ch. 252, p. 1133, � 16, effective May 14. 7-90-707. Commercial registered agent. [Edito…
Colo. Rev. Stat. § 7-90-707 Commercial registered agent
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(1) [Editor’s note: This section is effective ninety days following certification by the secretary of state. (See the editor’s note following this section.)](1) A registered agent may become listed as a commercial registered agent by delivering a commercial registered agent listi…
Colo. Rev. Stat. § 7-90-708 Termination of commercial registered agent listing
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(1) [Editor’s note: This section is effective ninety days following certification by the secretary of state. (See the editor’s note following this section.)](1) A commercial registered agent may terminate its listing as a commercial registered agent by delivering a commercial reg…
Colo. Rev. Stat. § 7-90-709 Change of commercial registered agent name or address
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(1) [Editor’s note: This section is effective ninety days following certification by the secretary of state. (See the editor’s note following this section.)](1) If a commercial registered agent changes its registered agent name or its registered agent address, the commercial regi…
Colo. Rev. Stat. § 7-90-710 Listing of entities represented by commercial registered agents
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[Editor’s note: This section is effective ninety days following certification by the secretary of state. (See the editor’s note following this section.)] The secretary of state shall make available upon request a list of filings made during the previous month that contain the nam…
Colo. Rev. Stat. § 7-90-801 Authority to transact business or conduct activities required
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(1) A foreign entity shall not transact business or conduct activities in this state except in compliance with this part 8 and not until its statement of foreign entity authority is filed in the records of the secretary of state. Notwithstanding the foregoing, this part 8 shall n…
Colo. Rev. Stat. § 7-90-802 Consequences of transacting business or conducting activities without authority
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(1) (a) No foreign entity transacting business or conducting activities in this state without authority, nor anyone on its behalf, shall be permitted to maintain a proceeding in any court in this state for the collection of its debts until a statement of foreign entity authority …
Colo. Rev. Stat. § 7-90-803 Statement of foreign entity authority to transact business or conduct activities
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(1) A foreign entity may cause to be delivered to the secretary of state, for filing pursuant to part 3 of this article, a statement of foreign entity authority stating: (a) Its true name and its assumed entity name, if any; (b) The jurisdiction under the law of which it is forme…
Colo. Rev. Stat. § 7-90-804 Change of statement of foreign entity authority to transact business or conduct activities
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Upon any change in circumstances that makes any statement contained in its filed statement of foreign entity authority no longer true, a foreign entity authorized to transact business or conduct activities in this state shall deliver to the secretary of state, for filing pursuant…
Colo. Rev. Stat. § 7-90-805 Effect of statement of foreign entity authority
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(1) A foreign entity is authorized to transact business or conduct activities in this state from the effective date of its statement of foreign entity authority until the effective date of its statement of foreign entity withdrawal. (2) A foreign entity that has authority to tran…
Colo. Rev. Stat. § 7-90-806 Withdrawal of foreign entity
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(1) A foreign entity authorized to transact business or conduct activities in this state may relinquish that authority by causing to be delivered to the secretary of state, for filing pursuant to part 3 of this article, a statement of foreign entity withdrawal stating: (a) Its tr…
Colo. Rev. Stat. § 7-90-807 Service on withdrawn foreign entity
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(1) A foreign entity with respect to which a statement of foreign entity withdrawal has been filed pursuant to section 7-90-806 shall either: (a) Maintain a registered agent to accept service on its behalf in any proceeding based on a cause of action arising during the time it wa…
Colo. Rev. Stat. § 7-90-808 Grounds for revocation. (Repealed)
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Source: L. 2003: Entire part added, p. 2309, � 217, effective July 1, 2004. L. 2005: Entire section repealed, p. 1218, � 26, effective October 1.
Colo. Rev. Stat. § 7-90-809 Procedure for and effect of revocation. (Repealed)
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Source: L. 2003: Entire part added, p. 2310, � 217, effective July 1, 2004. L. 2005: Entire section repealed, p. 1218, � 26, effective October 1.
Colo. Rev. Stat. § 7-90-810 Appeal from revocation. (Repealed)
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Source: L. 2003: Entire part added, p. 2310, � 217, effective July 1, 2004. L. 2005: Entire section repealed, p. 1218, � 26, effective October 1.
Colo. Rev. Stat. § 7-90-811 Application to existing foreign entities
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A foreign entity authorized to transact business or conduct activities in this state in accordance with law as in effect on June 30, 2004, is subject to this part 8 and the filed document pursuant to which it has such authority shall be deemed to be a filed statement of foreign e…
Colo. Rev. Stat. § 7-90-812 Foreign general partnerships
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This part 8 shall not apply to a foreign general partnership that is not a foreign limited liability partnership. Source: L. 2003: Entire part added, p. 2311, � 217, effective July 1, 2004.
Colo. Rev. Stat. § 7-90-813 Title 12 limitations
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Nothing in this part 8 shall be construed to permit a foreign entity to engage in a profession or occupation as described in title 12, C.R.S., for which there is a specific statutory provision applicable to the practice of such profession or occupation by a corporation or profess…
Colo. Rev. Stat. § 7-90-901 Grounds for delinquency
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(1) A domestic entity that is a reporting entity may be declared delinquent under section 7-90-902 if: (a) The domestic entity does not pay any fee or penalty imposed by this title when it is due; (b) The domestic entity does not comply with part 5 of this article, providing for …
Colo. Rev. Stat. § 7-90-902 Declaration of delinquency
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(1) (a) If the secretary of state determines that one or more grounds exist under section 7-90-901 for declaring an entity delinquent and the entity does not correct each ground for declaring it delinquent or demonstrate to the reasonable satisfaction of the secretary of state th…
Colo. Rev. Stat. § 7-90-903 Effect of delinquency
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(1) A delinquent entity may not maintain a proceeding in any court in this state for the collection of its debts until it has cured its delinquency pursuant to section 7-90-904 (1), (2), or (3). (2) A court may stay a proceeding commenced by an entity until it determines whether …
Colo. Rev. Stat. § 7-90-904 Cure of delinquency
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(1) (a) An entity that has been delinquent for fewer than five years may cure its delinquency by delivering to the secretary of state, for filing pursuant to part 3 of this article 90, a statement curing delinquency that is signed by an individual under penalty of perjury and tha…
Colo. Rev. Stat. § 7-90-905 Appeal from declaration of delinquency
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(1) An entity may appeal a declaration under section 7-90-902 (1) that it is delinquent to the district court for the county in this state in which the street address of the entity's principal office is located, or, if the entity has no principal office in this state, to the dist…
Colo. Rev. Stat. § 7-90-906 Limited liability partnerships and limited liability limited partnerships
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Each limited liability partnership and limited liability limited partnership to which section 7-60-152 or section 7-64-1008 was applicable on September 30, 2005, shall be deemed delinquent pursuant to section 7-90-902 (1), effective October 1, 2005.
Colo. Rev. Stat. § 7-90-907 Dissolution upon expiration of term - repeal. (Repealed)
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Source: L. 2005: Entire part added, p. 1214, � 20, effective October 1. L. 2010: (1) repealed, (HB 10-1403), ch. 404, p. 1999, � 23, effective August 11. L. 2019: (2)(b) added by revision, (SB 19-086), ch. 166, pp. 1922, 1966, �� 22, 72.
Colo. Rev. Stat. § 7-90-908 Dissolution of delinquent entity
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(1) If a delinquent domestic entity has failed to cure its delinquency for three years or more, any manager of the domestic entity may cause it to dissolve by delivering to the secretary of state, for filing pursuant to part 3 of this article, a statement of dissolution of delinq…
Colo. Rev. Stat. § 7-90-909 Notice of dissolution upon expiration of term. (Repealed)
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Source: L. 2005: Entire part added, p. 1215, � 20, effective October 1. L. 2010: Entire section repealed, (HB 10-1403), ch. 404, p. 2000, � 24, effective August 11.
Colo. Rev. Stat. § 7-90-910 Effect of dissolution under section 7-90-908
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A domestic entity that is dissolved pursuant to section 7-90-908 continues its existence but may not carry on any business except as is appropriate to wind up and liquidate its business and affairs, and to give notice to claimants, in accordance with the organic statutes. Source:…
Colo. Rev. Stat. § 7-90-911 Disposition of known claims by notification - definitions
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(1) A dissolved domestic entity may dispose of claims against it by following the procedures described in this section. (2) A dissolved domestic entity may deliver notice under this subsection (2) to any person at any time on or after the effective date of the dissolution. The no…
Colo. Rev. Stat. § 7-90-912 Disposition of claims by publication
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(1) A dissolved domestic entity may publish notice of its dissolution and request that persons with claims against the dissolved domestic entity present them in accordance with the notice. (2) The notice contemplated in subsection (1) of this section shall: (a) Be published one t…
Colo. Rev. Stat. § 7-90-913 Enforcement of claims against a dissolved domestic entity
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(1) A claim may be enforced under section 7-90-911 or 7-90-912: (a) Against the dissolved domestic entity to the extent of its undistributed assets; and (b) If assets have been distributed in liquidation, against an owner of the dissolved domestic entity; except that an owner's t…
Colo. Rev. Stat. § 7-90-914 Court proceedings
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(1) (a) A dissolved domestic entity that has published a notice under section 7-90-912 may file an application with the court for the county in this state in which the street address of the domestic entity's principal office or the street address of its registered agent is locate…
Colo. Rev. Stat. § 7-90-915 Manager duties
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(1) A manager shall cause the dissolved domestic entity to discharge or make reasonable provision for the payment of claims and make distributions of assets to owners after payment or provision for claims. (2) A manager of a dissolved domestic entity that has disposed of claims u…